Subject: File No. 4-573
From: Vincent Rogers, MTax

December 4, 2008

Dear Mr. Hewitt:

Mark-to-market accounting is not inherently wrong. In markets that have plentiful willing buyers and sellers it is the fairest and most useful measurement to financial statement users. However in certain markets, such as the debt instrument market, mark-to-market is impractical. The debt instruments that are held predominately by banking institutions are not actively traded. With the low volume that is inherent in this type of market, when a bank is compelled to sell, it can have a detrimental effect on the market price.

The problem with the current application of fair value accounting is that this market price also has a detrimental effect on the balance sheets of the holders of similar securities even if these institutions have no current plans on selling. The Internal Revenue Service defines fair market value as the price that property would sell for on the open market it is the price that would be agreed on between a willing buyer and a willing seller, with neither being required to act. Using this definition, the price from compelled sellers may not necessarily be fair. And since the compelled sellers are driving the market price, one would conclude that the market price is also not fair or an accurate representation of the debts value. Therefore I propose targeted amendments to US GAAP to reinstate the previous impairment guidelines for available-for-sale and held-to-maturity debt instruments.